f. “Card” means the Circle K Fuel Card issued by Fuel Card Services to the Account Holder for the purpose of drawing petrol, diesel, oil and other goods and services as specified in this application (the Products) from a Site.

g. “Account Holder” means the person in whose name the account is maintained.

h. “Authorised User” means the person or persons the Account Holder has authorised to sign or use the Card(s).

i. “Credit Limit” means the maximum amount expressed in money terms which FCS may from time to time specify to an Account Holder as being the limit of purchases of Products on credit that may from time to time be made with any Card.

j. References to person shall include individuals, partnerships, firms, companies, organisations or any other entities (whether or not having a separate legal personality).

m. “Agreed Price” means the price paid by the Account Holder which changes on a weekly basis or any other basis Circle K sets as a result of market conditions.

2. Applications

a. All applications for the issue of a Card(s) shall be at the absolute discretion of FCS.

b. Each Card will be valid for use of the Account Holder and any Authorised User to the extent of the Credit Limit up to 24 months from the date of issue.

c. All risks of loss will pass to and be borne by the Account Holder from the date of dispatch of the Card.

d. The Account Holder shall ensure that any person using a Card(s) shall not tamper with or try to alter or interfere with the fuel monitoring device or fuel delivery equipment at any Site. In the event there appears to be a defect or fault in such monitoring or fuel delivery equipment the Account Holder shall forthwith report the same to the operator of the Site.

e. All new account applications will incur a fee of €25 (or sterling equivalent). The fee will be charged in the first invoice from FCS.

3. Authorisation

a. Use of a Card by the Account Holder or by an Authorised User constitutes application of these terms and conditions to the transaction thereby effected and the Account Holders agreement to pay FCS for any Products supplied to the Account Holder or an Authorised User by various Sites within the Republic of Ireland and selected authorised sites in the United Kingdom.

b. At service stations outside the Republic of Ireland invoices for goods supplied will be raised either by EDC or FMS. This invoice will be payable to FCS.

4. Use

Use of the Card is restricted to the Account Holder or any Authorised User and remains valid until the date of expiry stated on the Card(s) or prior cancellation. The Authorised User must either sign their name or enter their vehicle registration number (not both) onto the panel on the reverse of the Card(s). The Authorised User must sign a voucher or enter PIN as to each purchase and check that the details appearing on the voucher are correct, but neither a failure to do so nor the breach of any conditions herein, shall relieve the Account Holder of liability to FCS for any supply made to the Account Holder or an Authorised User.

5. Accounts

Invoices will be sent to the Account Holder on a weekly basis, or on such other basis as may be specified by FCS from time to time. The Account Holder will pay FCS by Direct Debit no later than 14 days after the invoice date or as otherwise agreed between the Account Holder and FCS from time to time. If payment of the whole amount is made later than the agreed date, FCS reserves the right to charge interest at the rate of 5% per month above the base rate of A.I.B. or part of the month (as well as before any judgement) on any balance outstanding on the next payment date until settlement is received. If a Direct Debit drawn by FCS on the Account Holders accounts is returned unpaid or a cheque sent by the Account Holder to FCS is returned unpaid then the Account Holder shall pay FCS an administration fee of €30 each time it occurs. If FCS is unable to produce an invoice, the Account Holders normal invoice date will be used for the purpose of calculating interest and establishing the date upon which payment is due.

6. E – Billing

All Account Holders will have the option of either a hard copy invoice or electronic invoice. For any Account Holder requesting to receive invoices via e-mail the following terms and conditions are deemed to have been accepted.

E-Bill Terms and Conditions of use:

These Terms and Conditions govern the provision of invoices by electronic means only and do not affect the terms and conditions of use of any fuel card. If there is any inconsistency or discrepancy between the terms and conditions of the fuel card and these terms and conditions then the terms and conditions of the fuel card shall apply.

An electronic invoice (E-Bill) or the provision of access to such a document will be sent or provided on behalf of FCS or FMS weekly or at such other times as agreed by FCS. Invoicing by means of an E-Bill will be without additional charge to the Account Holder although FCS or FMS reserve the right to vary these terms or to revert to invoicing by traditional postal means without notice. The first E-Bill, following registration, will be sent electronically and by hard copy format. Thereafter the Account Holder will receive only the E-Bill, however at any time should the Account Holder wish to revert back to paper billing it is the Account Holder’s responsibility to advise FCS.

If any E-Bill fails to reach the e-mail address specified in the E-Bill request or any subsequently advised e-mail address, or any loss or corruption of information occurs (whether due to the Account Holder’s computer equipment, routing failure of the E-Bill or for any other reason whatsoever) it is the Account Holder’s responsibility to advise FCS and no such failure or loss shall affect the Account Holder’s liability for making payment of all amounts properly due from the Account Holder to FCS on or before the due date for payment. For the avoidance of doubt the Account Holder is responsible for informing FCS of all changes to the Account Holder’s administration data, which includes the destination e-mail address of the E-Bill. The Account Holder is responsible for informing FCS by e-mail should any corruption or other failures of any transmission occur. The Account Holder is responsible for informing their local tax office, if required, of their intention to receive invoices electronically. FCS and FMS E-Bills require Adobe® Acrobat® Reader, which is available free of charge. The maintenance and procurement of this software is the responsibility of the Account Holder. All Account Holder queries relating to any fuel cards, invoices or E-Bill will only be accepted at info@circlekcard.ie or such other address as notified by FCS from time to time, by phone on 091 482900 or by facsimile on 091 482911 or by post at Fuel Card Services Limited, Circle K Card Centre, Ground Floor, Unit 2, Galway Technology Park, Parkmore, Co. Galway.

7. Payments

a. Payments by the Account Holder and any credits or refunds due will be applied first in payment of any interest due, and secondly in reduction of the Account Holders other indebtedness to FCS. No claim by the Account Holder against any Site or other supplier shall be the subject of any set-off or counter-claim against FCS.

b. Cards can be used for transactions in European Countries outside the Republic of Ireland for the purchase of fuel, lubricants and other goods or services. EDC or FMS will invoice these transactions. For EDC transactions EDC will convert the gross value of any such transactions (inclusive of VAT) into Euros at a rate to be determined by EDC. Payment for these transactions will be made in accordance with Clause 3 (b).

c. In order to comply with the Direct Debit requirements the Account Holder shall at all times a) maintain a bank account capable of accepting Direct Debits; b) keep FCS provided with effective Direct Debiting mandate against such account.

d. The Account Holder has 2 weeks after receipt of invoice in order to provide FCS with any queries in relation to the invoice. After 10 days the invoice shall be deemed agreed by the Account Holder.

e. Without prejudice to FCS’s right to terminate this Agreement, FCS reserves the right to charge interest on late payment and compensation for debt recovery costs.

f. The Account Holder shall be liable for a charge for each unpaid Direct Debit or for any other method of payment which FCS agrees to in the Application and which fails to clear.

8. Card Use

a. The Card may only be used by the Account Holder or the Authorised User and the Account Holder is responsible for the safe keeping of the Card and the prevention of unauthorised use.

b. The Card may only be used to obtain the Products at the Sites.

c. The Card remains the property of Circle K at all times and may only be used up to the noted expiry date.

d. FCS may cancel a Card at any time without notice or refuse to issue a replacement Card.

e. On cancellation or termination of this Agreement, the Account Holder shall return all issued Cards to FCS within 7 days.

f. Cancellation of a Card or termination of this Agreement shall be without prejudice to the Account Holders liability in respect of the use of the Card(s) prior to such termination or cancellation.

g. Possession of the Card does not confer any right on the Account Holder to receive the Product.

h. Sales receipts are automatically issued for every card transaction, with the exception of automated terminals where the issue of a receipt is optional and upon request.

i. It is the responsibility of the Account Holder to ensure that the Authorised User returns the receipts for reconciliation against each invoice.

j. Sites are required to keep copy receipts (with the exception of transactions via automated terminals) for a minimum period of two months and when requested by the Account Holder FCS will endeavour to obtain copy receipts from Sites.

k. FCS shall be entitled to charge a fee of €10.00 plus VAT for each copy receipt provided (or such other reasonable fee as FCS may from time to time specify).

l. Cards that identify vehicles are issued as a management information tool to be used correctly by Account Holder or Authorised User. Such Cards do not provide additional security. The Account Holder shall be liable to pay FCS for all amounts due under the relevant Card transaction, including where the transaction is in respect of a vehicle other than that identified on the Card.

m. Prior to entering into any transaction in relation to the supply of Products the Authorised User shall present the Card at the Site.

n. FCS reserves the right to refuse any single Card transaction from time to time for any reason connected with Card security and the Account Holder hereby acknowledges and accepts that FCS shall not be liable in any way for such refusal.

o. The Account Holder shall ensure that no Card remains in the possession of any person who has ceased to be an Authorised User.

9. PIN Numbers

a. A 4 digit PIN Number will be allocated to each Card.

b. PIN Numbers will be treated as confidential information and should at all times be kept entirely separate from the Card.

c. If a PIN Number is disclosed to an unauthorised person the Cardholder must immediately notify the Company as per condition 10.

d. The PIN Number is for use at indoor and outdoor terminals within the Network of Sites.

e. It is the Cardholders responsibility for the safe keeping of the PIN number and the prevention of unauthorised use.

10. Lost or Stolen Cards

a. If a Card(s) is lost or stolen (including constructive theft as a result of any person in possession of a Card having ceased to be an Authorised User through termination of employment or otherwise) the Account Holder must immediately notify FCS online at www.circlek.ie, by e-mail to info@circlekcard.ie, fax to 091 482911 or registered post to Fuel Card Services Limited, Circle K Card Centre, Ground Floor, Unit 2, Galway Technology Park, Parkmore, Galway or at such address FCS may specify from time to time. No other means will be accepted as firm notification. Notification must be received prior to 12:00 hours in order to be accepted as firm notification on the day of receipt. Notification received after 12:00 hours will be deemed to have been accepted as notification on the following working day (Monday to Friday, excluding Bank Holidays).

b. The Account Holder will remain liable to FCS for any supplies of Products arising from the use of such lost or stolen Cards by any person until 12pm on the following working day for National cards, after the day on which notification is received by FCS. For International Cards liability will cease at the end of the 3rd working day after receipt of firm notification. After such time, and provided that this Clause is complied with in full, the Account Holder shall have no further liability for purchases of Products resulting from the use of the Card other than for purchases by the Account Holder or any Authorised User. However, no such releases of liability will be given to the Account Holder if it can be established on the balance of probabilities that i) the Account Holder or the Authorised Signatory gave the relevant Card to an unauthorised person; ii) the loss of Card was due to the gross negligence of either the Account Holder or the Authorised User; or iii) the Account Holder or the Authorised User failed to adhere to a request made by FCS or its representative to destroy or return the Card to FCS; or iv) the Account Holder was in breach of any of the terms and conditions of this Agreement. The Account Holder remains liable for all Card transactions notwithstanding that a Card has been reported lost or stolen in the event that a reported Card is used with a PIN or if the Account Holder is in any way connected with an unauthorised use of such Card.

c. If any person recovers a Card that has been reported as lost or stolen, it must be returned to FCS immediately.

d. In any event, the Account Holder shall give FCS all the information in its possession as to the circumstances surrounding the loss, theft or misuse of the reported Card and take all reasonable steps to assist FCS to recover any missing or stolen Card.

11. Security and Financial Limits

a. FCS reserves the right to call for security (whether in the form of a banker’s guarantee, personal guarantee, deposit, payment on account or otherwise) in respect of Card transactions and any other sums due to FCS.

b. The provision of security shall not affect the Account Holder’s liability under this Agreement.

c. If security is not provided on request or expires or ceases to be valid for any reason then, without prejudice to FCS’s right to recover all amounts due from the Account Holder, FCS may terminate this Agreement immediately on notification to the Account Holder.

d. FCS may from time to time impose and notify to the Account Holder a financial limit applicable to any single transaction using a Card or to the overall amount due from the Account Holder within any one billing period.

12. General

a. The Account Holder shall immediately notify FCS of any change to the Account Holders address.

b. FCS may vary or add to the terms of this Agreement at any time provided that notice of such variation or addition is served in writing. Any use of the Card(s) by the Account Holder or the Account Holders authorised representative after such notice has been served on the Account Holder shall be construed as acceptance by the Account Holder of such variation or addition.

c. Unless FCS expressly states otherwise in connection with any particular promotions, the Card does not entitle the Account Holder to participate in any of FCS special offers that may be available from time to time.

d. The Account Holder gives permission to FCS to carry out any enquiries with respect to opening an account.

e. Details of this Agreement and the conduct of your account will be registered with a Licensed Credit Reference Agency. Information thus registered may be used to help make credit decisions, or occasionally, for fraud prevention or the tracing of debtors.

f. Without prejudice to the provisions of Clause 8 (a) all monies due and owing by the Account Holder to FCS shall become due and payable immediately if FCS shall find out that any of the information provided by the Account Holder in connection with the application is false or incomplete or if the Account Holder shall be in breach of these terms and conditions.

g. International transactions may have discounts &/or surcharges applied or removed at the discretion of Circle K.

h. The scope and rate of any Card and Service Charges for which the Account Holder shall be liable may be amended from time to time at FCSs sole discretion. FCS shall promptly notify the Account Holder of any changes to the scope of the Card and Service Charges. Use of a Card following notification shall constitute acceptance of the new charge/rate.

i. The personal data the Account Holder provides to FCS shall be used to: (a) issue the Card; and (b) to process your payments for the Products. The Account Holder agrees to personal data relating to the Account Holder, its personnel and the Authorised Users being processed for the purposes of this Agreement and for administrative, invoicing and legal purposes. FCS may make such information available to any affiliated company of FCS, those who provide products or services to FCS (such as advisers and payroll administrators), regulatory authorities, governmental or quasi-governmental organisations and potential purchasers of FCS (or assets of FCS).

13. Liability of FCS

a. FCS accepts no liability and gives no warranty, express or implied, whether arising by common law or statute in relation to any transaction by or Product supplied to the Account Holder by virtue of entering into this Agreement with the Account Holder.

b. FCS accepts no responsibility and shall not be liable to the Account Holder for any failure and/or refusal and/or delay on the part of any Site to accept a Card or to supply Products, or the way in which that failure, refusal and/or delay is communicated.

c. FCS shall not be liable for loss of profit or for any indirect or consequential loss or damage suffered by the Account Holder or any Authorised User or by any third party in connection with any Supplies or the use of any Card or the Online Services including but not limited to loss of use, loss of anticipated profit, loss of revenue, loss of production and business interruption.

d. FCS (or any subcontractor or agent of FCS) shall not be liable to the Account Holder in respect of any inaccurate information about purchases made by use of a Card when such inaccuracy is caused by incorrect or incomplete information provided by the Account Holder, any Authorised User or the Card Scheme Participant, whether on a Sales Voucher, the Online Services or otherwise.

14. Assignment

FCS shall (but the Account Holder shall not) be entitled to assign or transfer all or any of its rights and obligations hereunder.

15. Governing Law

This Agreement and any supplies of goods made in conjunction with the use of the Card shall be governed by the laws of the Republic of Ireland and shall be subject to the non-exclusive jurisdiction of the Laws of the Republic of Ireland.

16. Indemnity – Health and Safety

a. The Account Holder shall fully indemnify FCS and keep FCS fully indemnified against all liability including employer’s liability in respect of any damage to the property of FCS or the Account Holder or the death or personal injury of employees or agents of either the Account Holder or FCS arising out of or consequent upon the use of the Card, the Sites and/or the Product except where said damage, death or personal injury is caused by the negligence of FCS.

b. The Account Holder shall draw the attention of any employees and agents or any persons whosoever handling or using the Products on behalf of the Account Holder having access to them whilst in the Account Holder’s possession or to whom he sells them to any instructions, warnings or suggestions concerning the methods whereby or the conditions whereupon the products should be used or handled which are contained or referred to in FCS’s material safety data sheets or other literature relating to the Products or which are attached to the Product or their packaging and the Account Holder shall ensure compliance by any person using or handling them with the instructions, warnings and suggestions mentioned or referred to in this clause.

c. The Account Holder shall indemnify FCS in respect of any loss or liability whatsoever or whenever suffered or incurred by FCS by reason or any breach by the Account Holder of the foregoing, or by reason of any failure by the Account Holder himself to comply with the warnings, suggestions or instructions referred to in the foregoing.

17. Closing Account

a. The Account Holder may close the account by giving notice to FCS in writing and by returning all Cards to FCS.

b. The Account Holder will be liable to repay immediately on demand the outstanding balance on the account, including all charges, fees and costs to the date of repayment.

c. The Account Holder must ensure that there are no transactions after the request to close the account.

d. The Account Holder shall only cancel the direct debit mandate with FCS as described at (7) above only where all outstanding payments have already been discharged.

e. It shall be the responsibility of the Account Holder to pay FCS for withdrawals of Stock made using any one of the Account Holder’s Cards after the closing of the account.

f. The account shall be closed only when all Cards are returned to FCS and all liabilities under these terms and conditions are paid.

g. Where the Account Holder returns the Card by registered post, the Account Holder must ensure that it is cut in two and the magnetic strip severed.

18. Application

The acceptance of the application by either an existing or prospective Account Holder for either a new Card, a renewal of a Card or a replacement of a Card shall be at the sole and final discretion of FCS.

19. Resale

Except where expressly agreed in writing by FCS with the Account Holder, product withdrawn against any Card issued to the Account Holder shall not be used by the Account Holder for any purpose other than for fuel or lubricant (as appropriate) in the Account Holders own or contracted vehicles and shall not be resold or otherwise disposed of to any other persons.

20. Data Protection

The personal data the Account Holder provides to FCS shall be used to: (a) issue the Card; and (b) to process your payments for the Products. The Account Holder agrees to personal data relating to the Account Holder, its personnel and the Authorised Users being processed for the purposes of this Agreement and for administrative, invoicing and legal purposes. FCS may make such information available to any affiliated company of FCS, those who provide products or services to FCS (such as advisers and payroll administrators), regulatory authorities, governmental or quasi-governmental organisations and potential purchasers of FCS (or assets of FCS).